Eagle Bay Resources Announces Private Placement Offering of Flow-Through Units to Raise Gross Proceeds of up to $250,000
E a g l e B a y R e s o u r c e s ( C S E : E B R )
1450 - W e s t P e n d e r S t r e e t
V a n c o u v e r , B . C . V 6 C 1 H 2
w w w . e a g l e b a y r e s o u r c e s . c o m
NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
DISSEMINATION IN THE UNITED STATES
Eagle Bay Resources Announces Private Placement
Offering of Flow-Through Units to Raise Gross Proceeds of up to $250,000
News Release - Vancouver, BC, – November 22, 2023: Eagle Bay Resources Corp. (CSE: EBR)
("Eagle Bay" or the "Company") is pleased to announce that it intends to undertake a non-brokered private
placement offering of up to 2,272,727 flow-through units (each, a “FT Unit”) at a price of $.011 per FT Unit
to raise aggregate gross proceeds of up to $ 250,000 (the "Offering"). Each FT Unit will consist of one
common share in the capital of the Company, to be issued as a "flow-through share" within the meaning of
the Income Tax Act (Canada) (each, a “FT Share”), and one common share purchase warrant (each, a “FT
Warrant”). Each FT Warrant shall entitle the holder to purchase one common share (each, a “FT Warrant
Share”) in the capital of the Company , issued on a non -flow-through basis, at a price of $ 0.13 per FT
Warrant Share for a period of two (2) years from closing of the Offering (the “Closing”).
The Company will use the gross proceeds from the sale of the FT Units to incur eligible "Canadian
exploration expenses" that will qualify as "flow -through mining expenditures" as such terms are defined in
the Income Tax Act (Canada) (the " Qualifying Expenditures ") related to the Company's Cap property
located in British Columbia, Canada on or before December 31, 2023. All Qualifying Expenditures will be
renounced in favour of the subscribers effective December 31, 2023.
All securities issued pursuant to the Offering will be subject to a statutory hold period of four (4) months and
a day from the Closing in accordance with securities laws. Any participation by insiders in the Offering will
constitute a related party transaction under Multilateral Instrument 61 -101 - Protection of Minority Security
Holders in Special Transactions (“MI 61-101”) but is expected to be exempt from the formal valuation and
minority shareholder approval requirements of MI 61 -101. The Closing remains subject to several
conditions including receipt of subscriptions and regulatory approval, if required.
The securities offered have not been, and will not be, registered under the United States Securities Act of
1933, as amended, or any state securities laws, and may not be offered, sold or delivered, directly or
indirectly, in the Unites States, its possess ions and other areas subject to its jurisdiction or to, or for the
account or for the benefit of a U.S. person, unless an exemption from registration is available. This news
release is for information purposes only and does not constitute an offer to sell or a solicitation of an offer
to buy any securities of the Company in any jurisdiction.
About Eagle Bay Resources Corp.
Eagle Bay Resources Corp. is a Canadian exploration company specializing in the acquisition and
development of high potential rare earth elements (REE’s) and niobium properties. Eagle Bay Resources
is publicly listed on the Canadian Stock Exchange (“CSE”) under trading symbol “EBR”.
On Behalf of the Board of Directors
EAGLE BAY RESOURCES CORP.
Sean Charland
Chief Executive Officer
Tel: 604.681.1568
Email: [email protected]
E a g l e B a y R e s o u r c e s ( C S E : E B R )
1450 - W e s t P e n d e r S t r e e t
V a n c o u v e r , B . C . V 6 C 1 H 2
w w w . e a g l e b a y r e s o u r c e s . c o m
Neither the Canadian Securities Exchange nor its Regulation Services Provider (as that term is defined in
the policies of the CSE) accepts responsibility for the adequacy or accuracy of this release.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION:
This news release includes certain “forward -looking statements” under applicable Canadian securities
legislation. Forward-looking statements consist of statements that are not purely historical, including any
statements regarding beliefs, plans, expectatio ns or intentions regarding the future. Forward -looking
statements in this news release include statements with respect to the expectations of management
regarding the use of proceeds of the Offering, that the Company will renounce the Qualifying Expenditures
within the date set out herein , closing conditions for the Offering, the expiry of hold periods for securities
distributed pursuant to the Offering and that exemptions from the requirements of MI 61 -101 will be
available to the Company. Forward-looking statements are subject to various known and unknown risks
and uncertainties that may cause actual results, performance or developments to differ materially from
those contained in the statements, including risks related to factors beyond t he control of the Company,
including, but not limited to: changes in general economic conditions or conditions in the financial and
capital markets; uncertainties related to the availability and costs of financing needed in the future; business
and economic conditions in the mineral exploration industry generally; the supply and demand for labour
and other project inputs; changes in commodity prices; changes in interest and currency exchange rates;
risks related to inaccurate geological and engineering assumptions; risks re lating to unanticipated
operational difficulties (including failure of equipment or processes to operate in accordance with the
specifications or expectations, unavailability of materials and equipment, government action or delays in
the receipt of governm ent approvals, industrial disturbances or other job action and unanticipated events
related to health, safety and environmental matters); risks related to adverse weather conditions and
geopolitical risk and social unrest. There can be no assurance that su ch statements will prove to be
accurate, as actual results and future events could differ materially from those anticipated in such
statements. Accordingly, readers should not place undue reliance on forward -looking statements. The
Company disclaims any intention or obligation to update or revise any forward-looking statements, whether
as a result of new information, future events or otherwise, except as required by law.